TTI Telecom Completes Convertible; Preferred Stock Offering

    Business Editors

    PETACH TIKVA, Israel--(BUSINESS WIRE)--Jan. 5, 2005--TTI Team Telecom International Ltd. (NASDAQ: TTIL), a global supplier of Operations Support Systems (OSS) and Business Support Systems (BSS) to communications service providers, today announced that it has completed the private placement to institutional and private investors of approximately 6,636,391 of its Series A Convertible Preferred Shares, convertible into Ordinary Shares, for an aggregate purchase price of $14,600,060, or $2.20 per share. The investors also were issued warrants exercisable for six years from the closing date to purchase up to 2,654,556 Ordinary Shares at an exercise price of $2.50 per share, and Oppenheimer & Co, the placement agent for the transaction, was issued warrants exercisable for four years from the closing date to purchase up to 371,638 Ordinary Shares at an exercise price of $2.64 per share. The proceeds of the private placement will be used for general corporate purposes.
    The securities offered in the private placement were not registered under the Securities Act of 1933 as amended (the "Act"), and may not be offered or sold in the United States absent registration, or an applicable exemption from registration, under the Act. Pursuant to a registration rights agreement with the investors, the Company will file a registration statement with the U.S. Securities and Exchange Commission covering the resale of the Ordinary Shares issuable pursuant to the preferred shares and the warrants, subject to certain terms and conditions.

    About TTI Telecom:

    TTI Team Telecom International Ltd. offers advanced, modular and integrated software products and services for Operations Support Systems ("OSS") and Business Support Systems ("BSS") to telecom service providers. TTI Telecom is uniquely positioned to bridge legacy and next-generation, network and service infrastructures with its Netrac-based service assurance, fulfillment and revenue assurance solutions. With Netrac, service providers can reduce operating costs, enhance profitability and launch new, revenue-generating services more rapidly. Over 60 service providers worldwide have deployed TTI Telecom's solutions, supported by offices globally. For additional information, please visit www.tti-telecom.com.
    Forward looking statements in this release involve a number of risks and uncertainties including, but not limited to, product demand, pricing, market acceptance, changing economic conditions, risks in product and technology development, the effect of the Company's accounting policies as well as certain other risk factors which are detailed in the Company's SEC filings.

--30--NM/ny*

CONTACT: TTI Telecom Meir Lipshes, +1-972-3-922-1262 Fax: +1-972-3-922-1249 meirl@tti-telecom.com or Sanjay Hurry, 201-795-3883 Ext. 220 Fax: 201-795-3920 sanjay@tti-telecom.com

KEYWORD: ISRAEL INTERNATIONAL AFRICA/MIDDLE EAST INDUSTRY KEYWORD: HARDWARE TELECOMMUNICATIONS SOFTWARE NETWORKING PRODUCT SOURCE: TTI Team Telecom International Ltd.

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